8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 26, 2007

Bare Escentuals, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-33048	20-1062857
(State or Other Jurisdiction	(Commission File Number)	(I.R.S. Employer
of Incorporation)		Identification No.)

71 Stevenson Street, 22nd Floor, San Francisco, CA	94105
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:(415) 489-5000

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment
                     of Certain Officers; Compensatory Arrangements of Certain Officers

On November 26, 2007, Bare Escentuals, Inc. (the “Company”) announced that Diane Miles, the Company’s President of Wholesale/International, resigned effective as of November 26, 2007.

The Company issued a press release on November 26, 2007 announcing Ms. Miles’ resignation, a copy of which is attached hereto as Exhibit 99.1.

Item 9.01.              Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release dated November 26, 2007.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BARE ESCENTUALS, INC.
By:	/s/ Myles B. McCormick
Name:	Myles B. McCormick
Title:	Executive Vice President, Chief Financial Officer, Chief Operating Officer

Date: November 26, 2007

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EX-99.1

Exhibit 99.1

BARE ESCENTUALS, INC. ANNOUNCES RESIGNATION OF DIANE MILES,
PRESIDENT OF WHOLESALE AND INTERNATIONAL SALES

SAN FRANCISCO, CA (November 26, 2007) — Bare Escentuals, Inc. (Nasdaq: BARE) today announced that President Diane Miles has resigned to pursue other opportunities, effective immediately.

“Diane played a significant role over the past year and a half which contributed to our sales and staff growth,” said Leslie Blodgett, Chief Executive Officer. “We sincerely appreciate her hard work and her dedication to Bare Escentuals and wish her well as she moves on to seek new challenges.”

Ms. Blodgett concluded, “While Diane will be missed, we are very fortunate to have a team of strong wholesale and international sales and marketing personnel, who will report to Jim Taschetta our Chief Marketing Officer and me until a replacement is found.”

Bare Escentuals has begun a search for a Senior Vice President of Wholesale Sales to assume these responsibilities.

About Bare Escentuals, Inc.

Bare Escentuals, Inc. is one of the fastest growing prestige cosmetic companies in the United States and a leader in mineral-based cosmetics. The Company utilizes a distinctive marketing strategy and multi-channel distribution model to develop, market and sell cosmetics, skin care, and body care products under its bareMinerals, RareMinerals and namesake Bare Escentuals brands, and professional skin care products under its md formulations brand through infomercials, home shopping television, specialty beauty retailers, company-owned boutiques, spas and salons, and online shopping. (BARE-F)

Investor Contact:	Andrew Greenebaum / Christine Lumpkins
	ICR, Inc.
	agreenebaum@icrinc.com ; clumpkins@icrinc.com
	(310) 954-1100

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